TERMS OF USE


Last Updated: March 1, 2017


PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR ENTERING THIS SITE.  THIS AGREEMENT IS BETWEEN YOU AND INGRAM PUBLISHER SERVICES LLC. ("IPS", "US", or "WE").   UPON ENTERING THIS SITE, YOU HEREBY AGREE TO ABIDE BY THE FOLLOWING TERMS AND CONDITIONS CONTAINED IN THIS TERMS OF USE AGREEMENT ("TOU") AS THEY GOVERN YOUR ACCESS TO AND USE OF THIS WEB SITE AND ANY PROGRAMS, SERVICES, OR TOOLS, MADE AVAILABLE THROUGH THE SITE OR USED IN CONNECTION THEREWITH (collectively referenced as the “IPS Site”). IF YOU DO NOT AGREE WITH THIS TOU, YOU ARE NOT GRANTED PERMISSION TO ACCESS OR OTHERWISE USE THE IPS SITE AND ARE INSTRUCTED TO EXIT THE IPS SITE IMMEDIATELY.

FURTHER YOU AGREE TO THE USE OF ELECTRONIC DOCUMENTS FOR ALL TRANSACTIONS AND COMMUNICATIONS RELATED TO THIS IPS SITE.

Any references to "User", "You", "Your", or "Authorized User" refer to you or your institution or business and all its related affiliates, agents, or employees who use this IPS Site.

TERMS AND CONDITIONS

  1. USER OBLIGATIONS. You represent that you are at least the legal age of majority and will, at all times, provide true, accurate and complete information when submitting any information the IPS Site, including, without limitation, when you provide information during registration or other forms.  If you provide any false, inaccurate, or incomplete information, IPS reserves the right to terminate your access immediately to the IPS Site.  In addition, you agree to abide by all applicable local, state, national, and international laws and regulations with respect to your use of the IPS Site not and not use this site if any applicable laws forbid its use.  Without limiting the generality of the foregoing, you agree that you shall not use nor disclose to any other party in a manner not permitted by this TOU any personally identifiable information, which you receive or which is made available from IPS in connection with this TOU.  In addition, you also acknowledge and agree that use of the Internet and access to or transmissions or communications with the IPS Site is solely at your own risk.  While IPS has endeavored to create a secure and reliable IPS Site, you should understand that the confidentiality of any communication or material transmitted to or from the IPS Site over the Internet or other form of global communication network cannot be guaranteed.   IPS is not responsible for the security of any information transmitted to or from the IPS Site.  You agree to assume all responsibility concerning activities related to your use of the IPS Site.  IPS does not provide support for the IPS Site.
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  3. USER NAME. Your account information is accessible through the use of a USERID and PASSWORD assigned and/or controlled by you.  You are solely responsible for protecting your USERID and PASSWORD and hereby agree to accept all responsibility for any activity that occurs under your account with your USERID and PASSWORD.  In addition, should any of your employees with access to this site leave your business/institution, you will be responsible for changing any PASSWORDS if you believe such a step is warranted.  IPS is not responsible for any liability arising from any unauthorized use of this service (including without limitation from your business, institution or from your failure to safeguard a PASSWORD from unauthorized use).   Only one Authorized User can use one user name and password and, thus, one account. By using the IPS Site, you agree to consider your user name and password as confidential information and to keep your user name and password confidential. You also agree not to use another Authorized User's user name and password. You will immediately notify IPS if you become aware of any loss or theft of your password or any unauthorized use of your user name and password. IPS will not be liable for any loss or damage arising from your failure to comply with these obligations. IPS reserves the right to delete or change (with notice) a user name or password at any time and for any reason.
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  5. LICENSE GRANT. The IPS Site is provided by IPS, and this TOU provides to you a revocable, limited, non-exclusive, non-transferable license to use the IPS Site conditioned on your continued compliance with the terms and conditions of this TOU.  This TOU permits you to use and access for business purposes only the IPS.  You may also download materials and information from the IPS Site solely for your internal business use, provided that all hard copies contain all copyright and other applicable notices contained in such materials and information.
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  7. RESTRICTIONS. This is for limited use only. You may not use, copy, store, reproduce, transmit, distribute, display, rent, lease, sell, modify, alter, license, sublicense, or commercially exploit any data provided by IPS through the IPS Site in any manner unless expressly permitted by this TOU. In addition, you may not modify, translate, decompile, create derivative work(s) of, copy, distribute, disassemble, broadcast, transmit, publish, remove or alter any proprietary notices or labels.  You may not: (i)reproduce or circumvent the navigational structure or presentation of the IPS Site to obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through the IPS Site, (ii) attempt to gain unauthorized access to any portion or feature of the IPS Site, including, without limitation, the account of another Authorized User(s), or any other systems or  networks connected to the IPS Site or to any IPS server or to any of the services offered on or through the IPS Site, by hacking, password "mining," or any other illegitimate or prohibited means, (iii) probe, scan, or test the vulnerability of the IPS Site or any network connected to the IPS Site, nor breach the security or authentication measures on the   IPS Site or any network connected to the IPS Site, (iv) reverse lookup, trace, or seek to trace any information on any other Authorized User of or visitor to the IPS Site, (v)  take any action that imposes an unreasonable or disproportionately large load on the infrastructure of  the IPS Site or IPS's systems or networks or any systems or networks connected to the IPS Site, (vi) use any device, software to interfere with the proper working of the IPS Site or any transaction conducted on the IPS Site, or with any other person's  use of the IPS Site, (vii) resell, or otherwise permit third parties to access and use the IPS Site (or any part thereof) without IPS prior written permission, or (viii) use the IPS Site in an unlawful manner or in a manner that could damage, disparage, or otherwise negatively impact IPS.
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  9. TERM AND TERMINATION. This TOU and your right to use the IPS Site will take effect at the moment you click "I ACCEPT", access, or use the IPS Site and is effective until terminated as set forth below. This TOU will terminate automatically if you click "I DECLINE" or cease use of this site. In addition, IPS reserves the right at any time if you violate any term or condition of this TOU, to deny your access to the IPS Site or to any portion thereof in order to protect its name and goodwill, its business, and/or other Authorized Users, and this TOU will also terminate automatically if you fail to comply with this TOU. Termination will be effective without notice. You may also terminate this TOU at any time by ceasing to use the IPS Site, but all applicable provisions of this TOU will survive termination. Upon termination, you must destroy all copies of any aspect of the IPS Site in your possession. The provisions concerning IPS's proprietary rights, feedback, indemnity, disclaimers of warranty, limitation of liability, and governing law will survive the termination of this TOU for any reason.
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  11. PRIVACY POLICY. Please see IPS's Privacy Policy for a summary of   IPS's personal identifying information collection and use practices.
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  13. LIABILITY DISCLAIMER. THE INFORMATION, PRODUCTS, AND SERVICES PUBLISHED ON THIS SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. IPS AND/OR ITS SUPPLIERS OR AFFILIATES MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, PRODUCTS, AND SERVICES CONTAINED ON THIS SITE FOR ANY PURPOSE.  ALL SUCH INFORMATION, PRODUCTS, AND SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND.  IPS, ITS AFFILIATES AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, PRODUCTS, AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT.  IN NO EVENT SHALL IPS, ITS AFFILIATES AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THIS SITE OR WITH THE DELAY OR INABILITY TO USE THIS SITE, OR FOR ANY INFORMATION, PRODUCTS, AND SERVICES OBTAINED THROUGH THIS SITE, OR OTHERWISE ARISING OUT OF THE USE OF THIS SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF IPS, ITS AFFILIATES AND/OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS HAVE LIMITATIONS ON THE APPLICABILITY OF DISCLAIMERS OR DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.  NOTWITHSTANDING THE FOREGOING, TOTAL LIABILITY OF IPS FOR ANY REASON WHATSOEVER RELATED TO USE OF THE IPS SITE SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO IPS IN CONNECTION WITH THE USE OF THIS IPS SITE FOR THE PRIOR THREE MONTHS.
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  15. INDEMNITY. You agree to defend, indemnify, and hold harmless IPS and its affiliates, employees, agents, directors, officers, shareholders, attorneys, successors, and assigns from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs, and expenses (including reasonable attorneys' fees and litigation expenses) relating to or arising from any breach by you of this TOU.  You acknowledge that any breach, threatened or actual, of this TOU may cause irreparable injury to IPS, such injury would not be quantifiable in monetary damages, and IPS would not have an adequate remedy at law. You therefore agree that IPS shall be entitled, in addition to other available remedies, to seek and be awarded an injunction or other appropriate equitable relief from a court of competent jurisdiction restraining any breach, threatened or actual, of your obligations under any provision of this TOU.
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  17. GOVERNING LAW. This TOU has been made in and will be construed and enforced solely in accordance with the laws of the United States of America and the State of Tennessee, U.S.A. as applied to agreements entered into and completely performed in the State of Tennessee. You and IPS each agree to submit to exclusive subject matter jurisdiction, personal jurisdiction, and venue of the courts in Middle Tennessee in the State of Tennessee for any disputes between us under or arising out of this TOU. You also agree to waive any right to a jury trial in connection with any action or litigation in any way arising out of or related to this TOU and acknowledge that either party may seek attorney's fees in any proceeding. Any claim you might have against IPS must be brought within ONE (1) year after the cause of action arises, or such claim or cause of action is barred.  You access the IPS Site on your own volition and are responsible for compliance with all applicable local laws with respect to your access and use of the IPS Site.
  18. WAIVER, NO JOINT VENTURE, SEVERABILITY. Failure by IPS to insist on strict performance of any of the terms and conditions of this TOU will not operate as a waiver by IPS of that or any subsequent default or failure of performance. If any provision (or part thereof) contained in this TOU is determined to be void, invalid, or otherwise unenforceable by a court of competent jurisdiction or on account of a conflict with an   applicable government regulation, such determination shall not affect the remaining provisions (or parts thereof) contained herein and the illegal, invalid, or unenforceable clause shall be modified in compliance with applicable law in a manner that most closely matches the intent of the original language.  No joint venture, partnership, employment, or agency relationship exists between you and IPS as result of this TOU or your utilization of the IPS Site. Headings herein are for convenience only. This TOU shall be deemed to include all other notices, policies, disclaimers, and other terms contained in this IPS Site; provided, however, that in the event of a conflict between such other terms and these Terms, the terms contained herein shall control.
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  20. PROPRIETARY RIGHTS. This TOU provides you with a limited license to access and use the IPS Site.  You expressly acknowledge and agree that IPS transfers no ownership or intellectual property interest or title in and to the IPS Site to you or anyone else. All text, graphics, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including html code), programs, software, products, information, and documentation as well as the design, structure, selection, coordination, expression, and arrangement of any content contained on or available through the IPS Site, unless otherwise indicated, are owned, controlled, and licensed by IPS, other third parties, or its successors and assigns and are protected by law including, but not limited to, United States copyright, trade secret, patent, and trademark law, as well as other state, national, and international laws and regulations. Except as expressly provided herein, IPS does not grant any express or implied right to you or any other person under any intellectual or proprietary rights.  Accordingly, your unauthorized use of the IPS Site may violate intellectual property or other proprietary rights laws as well as other laws, regulations, and statutes. Please be aware that IPS does enforce its intellectual property rights to the fullest extent of the law. This IPS Site is Copyright © 2014 All rights reserved.  Any downloadable or printable programs, directories, databases, information, or materials available through the IPS Site and all copyrights, trade secrets, and know how related thereto, unless otherwise indicated, are owned by IPS or other third parties. This Site, IPS, the IPS logo, and all other names, logos, and icons identifying IPS and its programs, products, and services are proprietary trademarks of IPS, and any use of such marks, including, without limitation, as domain names, without the express written permission of IPS is strictly prohibited. Other service and entity names mentioned herein may be the trademarks and/or service marks of their respective owners.
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  22. THIRD PARTY PRODUCTS/SERVICES. IPS, in its sole discretion, may post the advertisements of third parties on the IPS Site and/or feature materials, programs, products, and services provided by third parties, including, without limitation, IPS's members. IPS makes no representations with respect to the quality, non-infringement, accuracy, completeness, timeliness, reliability, or correct sequencing of such third party materials, programs, products, and services or any other materials, programs, products, and services which such third party materials, products, and services may access. Your correspondence or any other dealings with third parties found on the IPS Site are solely between you and such third party. Accordingly, IPS expressly disclaims responsibility and liability for all third party provided materials, programs, products, and services contained on or accessed through the IPS Site, and you agree that IPS shall not be responsible for any loss or damage of any sort incurred as a result of any such dealings or as the result of the presence of such third parties on the IPS Site.
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  24. COPYRIGHT INFRINGEMENT NOTICE. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please follow our below Claims of Copyright Infringement Process and Requirements.

    Claims of Copyright Infringement Process and Requirements

    Submit your complaint using this Claim of Copyright Infringement.pdf form or with the below required information to copyrightagent@ingramcontent.com and we will respond based on your allegation.

    In order to evaluate your allegation, the following information is required:

    • A physical signature of the person authorized to act on behalf of the owner of the copyright interest;
    • A description of the copyrighted work that you claim has been infringed upon;
    • A description of where the material that you claim is infringing is located on the site;
    • Your address, telephone number, and e-mail address;
    • A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
    • A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

    Our Copyright Agent for notice of claims of copyright infringement on its site can be reached as follows:

    Ingram Publisher Services LLC
    14 Ingram Blvd.
    LaVergne, TN. 37086
    ATTN: Copyright Agent
    copyrightagent@ingramcontent.com

    Please note that this procedure is exclusively for notifying us that your copyrighted material has been infringed.

For all other website questions, contact websupport@ingramcontent.com with questions about content or functionality with this IPS Site